The End - How to 'close' SDN BHD

Business may not do well for many reason, or can be profitable but simply due to other reasons, the company no longer functionable or can no longer operate.


5/14/20242 min read

To be eligible to apply for strike off, a company must fulfill certain conditions and requirements. Here are some common criteria that a company typically needs to meet:

1. Shareholder Approval: The shareholders of the company must pass a resolution approving the application for strike off, stating that the company is no longer operational.

2. Attempt to Trace Shareholders: If a majority of shareholders cannot be obtained due to untraceable shareholders, the application can still be submitted if attempts have been made to trace their whereabouts. These attempts must be made through registered post, and proof of other modes of attempt must also be attached to the application.

3. Operational Status: The company should not be engaged in any negotiations, correspondence, or business transactions. An operational company is typically considered one that is actively conducting business activities.

4. No Assets or Liabilities: The company should have no remaining assets or liabilities. If the last audited financial statement shows assets and liabilities, documentary evidence must be submitted to prove that the assets have been disposed of and the liabilities have been settled.

5. No Outstanding Charges: The company should not have any outstanding charges registered with the Registrar of Companies.

6. No Penalties or Liabilities: The company should have no outstanding penalties or offers of compounds under the Companies Act 2016. Additionally, there should be no outstanding tax or other liabilities with any government department or agency.

7. Updated Information: The company's information with the Registrar should be updated. If there are any differences or changes in the information of the directors, it should be updated before applying for strike off.

8. Legal Proceedings: The company should not be involved in any legal proceedings within or outside of Malaysia.

9. Return of Capital: The company should not have made any return of capital to the shareholders. If the company still has its capital, it is advisable to proceed with the voluntary winding-up process instead.

10. Holding Company or Guarantor Corporation: The company should not be a holding company or a "Guarantor Corporation."

What if can not strike off ?

Alternative is the do Winding Up, which will be a lot more costly and lengthy.

How much to strike off ?

From RM2,500 onward (excluding bookkeeping, tax clearance letter etc).

Check with advisor!

Every business is unique in a way, open up the details to advisor to plan for you, general understanding may not be sufficient or adequate or suitable for your case.